These Terms of Service (“Terms”) govern your access to and use of the website automatnxt.com(the “Site”) and the custom AI automation and integration engineering services (the “Services”) offered by Automatnxt (“we,” “us,” “our”).
1. Acceptance of Terms
By accessing our Site, communicating with us regarding our studio services, or signing/accepting any customized Quotation, Proposal, or Statement of Work (“SOW”), you (“you,” “Client,” “Customer”) agree to be bound by these Terms.
Any customized SOW provided by Automatnxt incorporates these Terms by reference. In the event of an explicit conflict between these Terms and a separately executed SOW, the specific terms of the SOW shall prevail for that engagement.
2. Definitions
- “Service(s)” means the workflow automation packages, AI agent architectures, platform integrations, and systems we design, build, host (if applicable), and maintain for you.
- “Deliverable(s)” means the operational outcome produced by the Service (e.g., data synced, drafts prepared, records processed) and may include client-facing interfaces, dashboards, or portals.
- “Backend” or “Automation Logic” refers to all underlying code, JSON configurations, prompts, API mapping schema, execution engines, and technical infrastructure used to power the Service.
- “Client Data” means any data, records, credentials, or information provided by you or retrieved from your third-party systems through the Services.
- “Confidential Information” means proprietary information disclosed by either party that is designated as confidential or reasonably understood to be confidential.
3. Our Services & Project Arrangements
Automatnxt designs and implements custom automations that connect your business tools. A project may be handed over to run in your environment or provided with hosting and ongoing care managed by us, as agreed in the written scope.
You retain ownership of your accounts and Client Data. The project agreement identifies the connected tools, authorized access, hosting and processing services, execution logs, retention, ongoing costs, and responsibilities. These arrangements are agreed before live client processing begins.
The SOW specifies the Deliverables, what workflow files or source material will be handed over, any license or ownership terms, and any components retained or operated by Automatnxt.
Hosting, maintenance, monitoring, and changes after delivery are included only as stated in the SOW. Any ongoing arrangement sets out its scope, fees, and responsibilities; a build does not automatically include indefinite support or transfer of every underlying component.
4. Client Responsibilities
To enable timely and successful delivery of the Services, you agree to:
- Provide accurate, complete operational context and information required for scoping and implementation;
- Obtain and maintain all necessary software licenses, permissions, and consents for any third-party services you instruct us to integrate;
- Maintain the security and confidentiality of your own accounts, API keys, and administrative credentials;
- Promptly notify us of any unauthorized access, compromised credentials, or security incidents affecting the connected accounts;
- Provide secure, limited integration permissions (such as restricted API keys or OAuth access) strictly necessary for configuration.
5. Fees, Payment Milestones & Guarantee
The initial workflow audit is free of charge. Implementation is a paid service. Its scope and fees are agreed in a written Quotation or Statement of Work (“SOW”) before implementation begins.
Payment Schedule: Unless explicitly agreed otherwise in writing, fees are structured into two installments:
- 50% upfront before architectural design and build work begins.
- 50% upon delivery and staging verification of the agreed Deliverables.
Paid implementation will not commence until the initial 50% milestone is received. Final production integrations and live handoffs will not be transferred or activated until the final installment is paid. Except as provided under Section 5.1, all fees are non-refundable once Services have commenced.
Ongoing Fees: Depending on the scope, maintenance needs, or third-party infrastructure, recurring monthly retainers or operational fees may apply. Any recurring fees are documented upfront in the SOW.
We offer a 30-Day Performance Guarantee for all projects executed under a signed SOW. If the automation fails to perform its core functions as explicitly defined in the SOW within thirty (30) days of delivery, we will remedy the issue at no additional cost.
Conditions: This guarantee requires written notice detailing evidence of the operational failure within the 30-day window. It is void if the failure results from client-side modifications, third-party API deprecations or outages, or changes in scope not covered in the original SOW.
6. Intellectual Property
Existing Materials: Each party retains ownership of its pre-existing materials. Third-party software and services remain subject to their own licenses and terms.
Project Deliverables: Ownership, usage rights, source or workflow handover, and any retained reusable components are set out in the SOW. Any rights granted on delivery are subject to the agreed payment terms. Use must stay within the agreed rights and applicable third-party licenses.
7. Data Privacy, Security & Credential Management
- 7.1 Account & Data Ownership: You retain ownership of your accounts and Client Data. You are responsible for authorizing the information and permissions needed for the agreed work.
- 7.2 Limited Access: We request access needed for implementation and agreed support. Use scoped permissions such as OAuth or restricted API keys where supported. Credential-sharing, storage protection, authorized personnel, and revocation arrangements are documented for the project.
- 7.3 Processing & Logs: The SOW identifies where the workflow runs, what information it processes, which providers receive it, and whether execution logs or backups are retained. Logs should exclude credentials and unnecessary sensitive information.
- 7.4 Retention & Service End: Retention periods, deletion or return of project data, backup handling, and credential revocation are agreed for the project. When our access is no longer needed, it must be revoked; the agreement identifies who performs each step. Third-party retention and deletion also depend on those services and their settings.
- 7.5 Hosting & Handover: Hosting may be client-managed or managed by Automatnxt under the SOW. The agreement defines what continues to run, what is handed over, and what support or access ends at termination. Ending our support does not transfer ownership of your accounts or Client Data.
8. Third-Party Services
Our workflows connect with third-party software, platforms, and APIs (such as Google Workspace, Slack, Airtable, OpenAI, Anthropic, CRMs). We are not liable for any downtime, outages, service interruptions, rate limits, pricing changes, or modifications imposed by these third-party services.
9. Confidentiality
Each party agrees to safeguard the other party’s Confidential Information using reasonable care and will not disclose such information to any third party, except to contractors or professional advisors bound by confidentiality obligations. These confidentiality obligations survive termination of these Terms for a period of five (5) years.
10. Term & Termination
These Terms remain in effect for as long as you access the Site or engage our Services. Either party may terminate an ongoing engagement for convenience upon thirty (30) days’ prior written notice. We reserve the right to suspend or terminate access immediately in the event of material breach or non-payment.
The SOW defines the end-of-service process, including workflow handover where included, hosting changes, access revocation, and data return or deletion. These steps should be coordinated before the engagement ends so the responsibilities and any effect on running automations are clear.
11. Disclaimer of Warranties & Limitation of Liability
Except as expressly stated in Section 5.1, the Site and Services are provided “AS IS” without warranties of any kind, express or implied.
To the maximum extent permitted by applicable law, Automatnxt’s aggregate liability arising out of or related to these Terms or the Services shall not exceed the total fees actually paid by you to Automatnxt in the twelve (12) months preceding the incident giving rise to the claim. In no event shall either party be liable for indirect, punitive, special, incidental, or consequential damages, including loss of profits, business disruption, or lost data.
12. Indemnification
You agree to indemnify and hold harmless Automatnxt and its owners, contractors, and agents from and against any third-party claims, damages, losses, or expenses resulting from your violation of these Terms, your misuse of the Services, or your Client Data.
13. Governing Law & Dispute Resolution
These Terms and any dispute arising from them shall be governed by and construed in accordance with the laws of Bangladesh. Any legal proceeding shall be subject to the exclusive jurisdiction of the competent courts located in Dhaka, Bangladesh.
Prior to initiating formal legal proceedings, both parties agree to engage in good-faith informal negotiations for a minimum period of thirty (30) days.
14. Force Majeure
Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, telecommunications outages, third-party platform downtime, government actions, or utility disruptions.
15. Entire Agreement & Severability
These Terms, together with any applicable signed Statement of Work, constitute the entire agreement between the parties. If any provision is found unenforceable, that provision will be modified to reflect the parties’ intent, and the remaining provisions will continue in full force.
16. Contact Us
For legal notices, contract questions, or inquiries regarding these Terms, please contact:
- Studio: Automatnxt
- Contact: automatnxt.com/contact
- Location: Dhaka, Bangladesh